Statistiche di base
| LEI | 549300MLL7CX364A6469 |
| CIK | 911649 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Special Diversified Opportunities Inc.
SEC Filings (Chronological Order)
Questa pagina fornisce un elenco completo e cronologico dei depositi SEC, esclusi i documenti di proprietà che forniamo altrove.
| July 27, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 Certification and Notice of Termination of Registration under Section 12(g) of the Securities Exchange Act of 1934 or Suspension of Duty to File Reports Under Sections 13 and 15(d) of the Securities Exchange Act of 1934. Commission File Number: 001-36696 STANDARD DIVERSIFIED INC. (Exact name of registrant as specified |
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| July 16, 2020 |
SC 13D/A 1 brhc10013497sc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2) TURNING POINT BRANDS, INC. (Name of Issuer) Common Stock, $0.01 par value per share (Title of Class of Securities) 90041L105 (CUSIP Number) Gregory H.A. Baxter Interim Chief Executive Officer Standard Diversified |
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| July 16, 2020 |
8-K 1 brhc100135178k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 13, 2020 STANDARD DIVERSIFIED INC. (Standard Merger Sub, LLC as successor by merger to Standard Diversified Inc.) (Exact name of registrant as specif |
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| July 16, 2020 |
S-8 POS 1 brhc10013513s8pos.htm S-8 POS As filed with the Securities and Exchange Commission on July 16, 2020 Registration No. 333-20421 Registration No. 333-21211 Registration No. 333-68107 Registration No. 333-68484 Registration No. 333-118297 Registration No. 333-189604 Registration No. 333-226166 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT N |
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| July 16, 2020 |
As filed with the Securities and Exchange Commission on July 16, 2020 Registration No. |
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| July 16, 2020 |
As filed with the Securities and Exchange Commission on July 16, 2020 Registration No. |
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| July 16, 2020 |
As filed with the Securities and Exchange Commission on July 16, 2020 Registration No. |
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| July 16, 2020 |
S-8 POS 1 brhc10013513s8pos.htm S-8 POS As filed with the Securities and Exchange Commission on July 16, 2020 Registration No. 333-20421 Registration No. 333-21211 Registration No. 333-68107 Registration No. 333-68484 Registration No. 333-118297 Registration No. 333-189604 Registration No. 333-226166 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT N |
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| July 16, 2020 |
S-8 POS 1 brhc10013513s8pos.htm S-8 POS As filed with the Securities and Exchange Commission on July 16, 2020 Registration No. 333-20421 Registration No. 333-21211 Registration No. 333-68107 Registration No. 333-68484 Registration No. 333-118297 Registration No. 333-189604 Registration No. 333-226166 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT N |
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| July 16, 2020 |
As filed with the Securities and Exchange Commission on July 16, 2020 Registration No. |
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| July 16, 2020 |
S-8 POS 1 brhc10013513s8pos.htm S-8 POS As filed with the Securities and Exchange Commission on July 16, 2020 Registration No. 333-20421 Registration No. 333-21211 Registration No. 333-68107 Registration No. 333-68484 Registration No. 333-118297 Registration No. 333-189604 Registration No. 333-226166 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT N |
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| July 16, 2020 |
NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES NYSE American LLC hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on July 27, 2020, pursuant to the provisions of Rule 12d2-2 (a). |
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| July 16, 2020 |
S-8 POS 1 brhc10013513s8pos.htm S-8 POS As filed with the Securities and Exchange Commission on July 16, 2020 Registration No. 333-20421 Registration No. 333-21211 Registration No. 333-68107 Registration No. 333-68484 Registration No. 333-118297 Registration No. 333-189604 Registration No. 333-226166 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT N |
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| July 16, 2020 |
S-8 POS 1 brhc10013513s8pos.htm S-8 POS As filed with the Securities and Exchange Commission on July 16, 2020 Registration No. 333-20421 Registration No. 333-21211 Registration No. 333-68107 Registration No. 333-68484 Registration No. 333-118297 Registration No. 333-189604 Registration No. 333-226166 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT N |
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| July 15, 2020 |
SDI / Standard Diversified Inc. / Standard General L.P. Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 16)* Standard Diversified Inc. (Name of Issuer) Class A Common Stock, $0.01 par value per share (“Class A Common Stock”) Class B Common Stock, $0.01 par value per share (“Class B Common Stock”) (Title of Class of Securities) 85336L109 (Class A Common Stock) |
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| July 10, 2020 |
Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders 8-K 1 form8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 8, 2020 STANDARD DIVERSIFIED INC. (Exact name of registrant as specified in its charter) Delaware 001-36696 56-1581761 (State or other Jurisdiction of Incorp |
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| July 10, 2020 |
2,000,000 Shares of Common Stock TURNING POINT BRANDS, INC. Common Stock UNDERWRITING AGREEMENT Exhibit 1.1 Execution Version 2,000,000 Shares of Common Stock TURNING POINT BRANDS, INC. Common Stock UNDERWRITING AGREEMENT July 8, 2020 Cowen and Company, LLC 599 Lexington Avenue New York, New York 10022 Dear Sirs: 1. Introductory. The selling stockholders named in Schedule B hereto (the “Selling stockholders”) propose to sell, pursuant to the terms of this Agreement, to Cowen and Company, LLC |
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| June 26, 2020 |
8-K 1 form8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 26, 2020 STANDARD DIVERSIFIED INC. (Exact name of registrant as specified in its charter) Delaware 001-36696 56-1581761 (State or other Jurisdiction of Incor |
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| June 26, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 26, 2020 STANDARD DIVERSIFIED INC. (Exact name of registrant as specified in its charter) Delaware 001-36696 56-1581761 (State or other Jurisdiction of Incorporation) (Commission |
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| June 17, 2020 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ D |
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| May 12, 2020 |
Exhibit 99.1 Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations You should read the following discussion of the historical financial condition and results of operations in conjunction with our historical consolidated financial statements and accompanying notes, which are included in Item 8 elsewhere in this Current Report on Form 8-K. In addition, this di |
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| May 12, 2020 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 12, 2020 STANDARD DIVERSIFIED INC. (Exact name of registrant as specified in its charter) Delaware 001-36696 56-1581761 (State or other Jurisdiction of Incorporation) (Commission |
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| May 4, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2020 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period From to Commission File Number 001-36696 STANDARD DIVERSIFIED INC. |
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| April 22, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) (Mark One) ⌧ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2019 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period From to Commission File No. 001-36696 S |
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| April 13, 2020 |
SC 13D/A 1 formsc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1) TURNING POINT BRANDS, INC. (Name of Issuer) Common Stock, $0.01 par value per share (Title of Class of Securities) 90041L105 (CUSIP Number) Gregory H.A. Baxter Interim Chief Executive Officer Standard Diversified Inc. 76 |
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| April 13, 2020 |
SDI / Standard Diversified Inc. 425 - Merger Prospectus - 425 Filed by: Standard Diversified Inc. Pursuant to Rule 425 under the Securities Act of 1933, as amended, and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Company: Standard Diversified Inc. (Commission File No.: 001-36696) On April 13, 2020, Standard Diversified Inc. issued the following press release: *********************** STANDARD DIVERSIFIED |
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| April 8, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 7, 2020 STANDARD DIVERSIFIED INC. (Exact name of registrant as specified in its charter) Delaware 001-36696 56-1581761 (State or other Jurisdiction of Incorporation) (Commission |
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| April 8, 2020 |
TURNING POINT BRANDS AND STANDARD DIVERSIFIED INC. ANNOUNCE MERGER TRANSACTION Exhibit 99.1 TURNING POINT BRANDS AND STANDARD DIVERSIFIED INC. ANNOUNCE MERGER TRANSACTION NEW YORK, NY, April 8, 2020 – Turning Point Brands, Inc. (the “TPB”) (NYSE: TPB) and Standard Diversified Inc. (“SDI”) (NYSE: SDI) announced today that they have entered into a definitive agreement under which SDI will be merged into a wholly-owned subsidiary of TPB in a tax-free downstream merger, in a tra |
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| April 8, 2020 |
EX-2.1 2 ex21.htm EXHIBIT 2.1 Exhibit 2.1 AGREEMENT AND PLAN OF MERGER AND REORGANIZATION among: TURNING POINT BRANDS, INC., a Delaware corporation; STANDARD MERGER SUB, LLC, a Delaware limited liability company; and STANDARD DIVERSIFIED INC., a Delaware corporation Dated as of April 7, 2020 TABLE OF CONTENTS Page DESCRIPTION OF TRANSACTION 1 1.1 The Merger 1 1.2 Effects of the Merger 1 1.3 Closin |
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| April 8, 2020 |
Exhibit 2.1 AGREEMENT AND PLAN OF MERGER AND REORGANIZATION among: TURNING POINT BRANDS, INC., a Delaware corporation; STANDARD MERGER SUB, LLC, a Delaware limited liability company; and STANDARD DIVERSIFIED INC., a Delaware corporation Dated as of April 7, 2020 TABLE OF CONTENTS Page DESCRIPTION OF TRANSACTION 1 1.1 The Merger 1 1.2 Effects of the Merger 1 1.3 Closing; Effective Time 1 1.4 Certif |
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| April 8, 2020 |
SDI / Standard Diversified Inc. DEFA14A - - 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 7, 2020 STANDARD DIVERSIFIED INC. (Exact name of registrant as specified in its charter) Delaware 001-36696 56-1581761 (State or other Jurisdiction of Incorporation) (Commission |
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| April 8, 2020 |
MEMBERSHIP INTEREST PURCHASE AGREEMENT Exhibit 2.2 MEMBERSHIP INTEREST PURCHASE AGREEMENT THIS MEMBERSHIP INTEREST PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of April 7, 2020, by and among Billboards LLC, a Delaware limited liability company (“Buyer”), and Standard Diversified Inc., a Delaware corporation (“Seller”), being the owner of all of the membership interests of Standard Outdoor LLC, a Delaware limited li |
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| April 8, 2020 |
MEMBERSHIP INTEREST PURCHASE AGREEMENT Exhibit 2.2 MEMBERSHIP INTEREST PURCHASE AGREEMENT THIS MEMBERSHIP INTEREST PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of April 7, 2020, by and among Billboards LLC, a Delaware limited liability company (“Buyer”), and Standard Diversified Inc., a Delaware corporation (“Seller”), being the owner of all of the membership interests of Standard Outdoor LLC, a Delaware limited li |
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| April 8, 2020 |
TURNING POINT BRANDS AND STANDARD DIVERSIFIED INC. ANNOUNCE MERGER TRANSACTION Exhibit 99.1 TURNING POINT BRANDS AND STANDARD DIVERSIFIED INC. ANNOUNCE MERGER TRANSACTION NEW YORK, NY, April 8, 2020 – Turning Point Brands, Inc. (the “TPB”) (NYSE: TPB) and Standard Diversified Inc. (“SDI”) (NYSE: SDI) announced today that they have entered into a definitive agreement under which SDI will be merged into a wholly-owned subsidiary of TPB in a tax-free downstream merger, in a tra |
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| March 16, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2019 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period From to Commission File No. 001-36696 STANDARD DIVERSIFIED |
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| March 16, 2020 |
Subsidiaries of the Company (previously filed) Exhibit 21.1 SUBSIDIARIES OF THE REGISTRANT Name Of Subsidiary Jurisdiction of Organization Year of Formation AZUR Environmental Limited (inactive) (wholly owned by Registrant) United Kingdom 1990 Standard Outdoor LLC (wholly owned by Registrant) Delaware 2016 Standard Outdoor Southwest LLC (wholly owned by Standard Outdoor LLC) Delaware 2016 Pillar General Inc. (wholly owned by Registrant) Delawa |
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| March 16, 2020 |
Description of Class A common stock of the Company (previously filed) Exhibit (4.4) DESCRIPTION OF COMMON STOCK The following description of the terms of the Class A Common Stock of Standard Diversified Inc. (the “Company,” “we,” “our” or “us”) sets forth certain general terms and provisions of our Class A Common Stock, which is the only security of the Company registered pursuant to Section 12 of the Securities Exchange Act of 1934, as amended. As appropriate, the |
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| January 23, 2020 |
8-K 1 form8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 21, 2020 STANDARD DIVERSIFIED INC. (Exact name of registrant as specified in its charter) Delaware 001-36696 56-1581761 (State or other Jurisdiction of In |
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| January 17, 2020 |
8-K 1 form8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 14, 2020 STANDARD DIVERSIFIED INC. (Exact name of registrant as specified in its charter) Delaware 001-36696 56-1581761 (State or other Jurisdiction of In |
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| January 8, 2020 |
8-K 1 form8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 7, 2020 STANDARD DIVERSIFIED INC. (Exact name of registrant as specified in its charter) Delaware 001-36696 56-1581761 (State or other Jurisdiction of Inc |
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| January 8, 2020 |
SDI / Standard Diversified Inc. DEFA14A - - 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 7, 2020 STANDARD DIVERSIFIED INC. (Exact name of registrant as specified in its charter) Delaware 001-36696 56-1581761 (State or other Jurisdiction of Incorporation) (Commissi |
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| January 7, 2020 |
SDI / Standard Diversified Inc. CORRESP - - Standard Diversified Inc. 767 5th Avenue, 12th Floor New York, NY 10153 VIA EDGAR January 8, 2020 Ms. Beverly Singleton Ms. Melissa Raminpour United States Securities and Exchange Commission Division of Corporation Finance Office of Manufacturing Washington, D.C. 20549 Re: Standard Diversified Inc. Form 10-K for the Fiscal Year Ended December 31, 2018 Filed March 11, 2019 File No. 001-36696 Dear M |
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| December 18, 2019 |
SDI / Standard Diversified Inc. CORRESP - - Morgan, Lewis & Bockius LLP 1701 Market Street Philadelphia, PA 19041 VIA EDGAR December 18, 2019 Ms. |
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| November 19, 2019 |
SDI / Standard Diversified Inc. / Standard General L.P. - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 15)* Standard Diversified Inc. (Name of Issuer) Class A Common Stock, $0.01 par value per share (“Class A Common Stock”) Class B Common Stock, $0.01 par value per share (“Class B Common Stock”) (Title of Class of Securities) 85336L109 (Class A Common Stock) |
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| November 18, 2019 |
SDI / Standard Diversified Inc. DEFA14A - - 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 18, 2019 STANDARD DIVERSIFIED INC. (Exact name of registrant as specified in its charter) Delaware 001-36696 56-1581761 (State or other Jurisdiction of Incorporation) (Commis |
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| November 18, 2019 |
Exhibit 99.1 STANDARD DIVERSIFIED INC. ANNOUNCES PLANS TO PURSUE A CORPORATE REORGANIZATION WITH ITS SUBSIDIARY TURNING POINT BRANDS, INC. NEW YORK, NY, November 18, 2019 – Standard Diversified Inc. (the “Company”) (NYSE American: SDI) today announced that it intends to pursue a merger with Turning Point Brands, Inc. (“Turning Point”), of which the Company held a 50.1% interest as of September 30, |
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| November 18, 2019 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 18, 2019 STANDARD DIVERSIFIED INC. (Exact name of registrant as specified in its charter) Delaware 001-36696 56-1581761 (State or other Jurisdiction of Incorporation) (Commis |
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| November 18, 2019 |
Exhibit 99.1 STANDARD DIVERSIFIED INC. ANNOUNCES PLANS TO PURSUE A CORPORATE REORGANIZATION WITH ITS SUBSIDIARY TURNING POINT BRANDS, INC. NEW YORK, NY, November 18, 2019 – Standard Diversified Inc. (the “Company”) (NYSE American: SDI) today announced that it intends to pursue a merger with Turning Point Brands, Inc. (“Turning Point”), of which the Company held a 50.1% interest as of September 30, |
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| November 7, 2019 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 form8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 6, 2019 STANDARD DIVERSIFIED INC. (Exact name of registrant as specified in its charter) Delaware 001-36696 56-1581761 (State or other Jurisdiction of In |
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| November 7, 2019 |
Exhibit 99.1 STANDARD DIVERSIFIED INC. REPORTS FINANCIAL RESULTS FOR ITS THIRD QUARTER AND NINE MONTHS ENDED SEPTEMBER 30, 2019 NEW YORK, NY, November 6, 2019 – Standard Diversified Inc. (the “Company”) (NYSE American: SDI) today announced its financial results for the third quarter and nine months ended September 30, 2019. In addition to its Quarterly Report on Form 10-Q filed with the Securities |
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| November 6, 2019 |
SDI / Standard Diversified Inc. 10-Q - Quarterly Report - 10-Q 10-Q 1 form10q.htm 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2019 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period From to Commission File Number 001-36696 STANDARD DIV |
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| September 20, 2019 |
EX-99.1 2 ex991.htm EXHIBIT 99.1 Exhibit 99.1 EXECUTION VERSION **************************************** TERM LOAN AGREEMENT Dated as of September 18, 2019 by and among STANDARD DIVERSIFIED INC., THE OTHER PERSONS PARTY HERETO THAT ARE DESIGNATED AS BORROWERS, THE FINANCIAL INSTITUTIONS PARTY HERETO, as Term Lenders, and GACP II, L.P., as Term Agent **************************************** TABLE O |
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| September 20, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 18, 2019 STANDARD DIVERSIFIED INC. (Exact name of registrant as specified in its charter) Delaware 001-36696 56-1581761 (State or other Jurisdiction of Incorporation) (Commi |
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| August 8, 2019 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 8, 2019 STANDARD DIVERSIFIED INC. (Exact name of registrant as specified in its charter) Delaware 001-36696 56-1581761 (State or other Jurisdiction of Incorporation) (Commissio |
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| August 8, 2019 |
Exhibit 99.1 STANDARD DIVERSIFIED INC. REPORTS FINANCIAL RESULTS FOR ITS SECOND QUARTER AND SIX MONTHS ENDED JUNE 30, 2019 NEW YORK, NY, August 8, 2019 – Standard Diversified Inc. (the “Company”) (NYSE American: SDI) today announced its financial results for the second quarter and six months ended June 30, 2019. In addition to its Quarterly Report on Form 10-Q filed with the Securities and Exchang |
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| August 7, 2019 |
SDI / Standard Diversified Inc. 10-Q - Quarterly Report - 10-Q 10-Q 1 form10q.htm 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2019 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period From to Commission File Number 001-36696 STANDARD DIVERSIF |
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| July 31, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 25, 2019 STANDARD DIVERSIFIED INC. (Exact name of registrant as specified in its charter) Delaware 001-36696 56-1581761 (State or other Jurisdiction of Incorporation) (Commission |
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| July 26, 2019 |
Entry into a Material Definitive Agreement 8-K 1 form8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 24, 2019 STANDARD DIVERSIFIED INC. (Exact name of registrant as specified in its charter) Delaware 001-36696 56-1581761 (State or other Jurisdiction of Incor |
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| July 8, 2019 |
Exhibit 24 LIMITED POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints each of Gregory H. |
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| May 8, 2019 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 8, 2019 STANDARD DIVERSIFIED INC. (Exact name of registrant as specified in its charter) Delaware 001-36696 56-1581761 (State or other Jurisdiction of Incorporation) (Commission F |
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| May 8, 2019 |
STANDARD DIVERSIFIED INC. REPORTS FINANCIAL RESULTS FOR ITS FIRST QUARTER ENDED MARCH 31, 2019 Exhibit 99.1 STANDARD DIVERSIFIED INC. REPORTS FINANCIAL RESULTS FOR ITS FIRST QUARTER ENDED MARCH 31, 2019 NEW YORK, NY, May 8, 2019 – Standard Diversified Inc. (the “Company”) (NYSE American: SDI) today announced its financial results for the first quarter ended March 31, 2019. In addition to its Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission, the Company will al |
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| May 8, 2019 |
SDI / Standard Diversified Inc. ClaSS A 10-Q Quarterly Report 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2019 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period From to Commission File Number 001-36696 STANDARD DIVERSIFIED INC. |
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| April 29, 2019 |
SDI / Standard Diversified Inc. ClaSS A 10-K/A (Annual Report) 10-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2018 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period From to Commission File No. 001-36696 S |
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| March 29, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 29, 2019 STANDARD DIVERSIFIED INC. (Exact name of registrant as specified in its charter) Delaware 001-36696 56-1581761 (State or other Jurisdiction of Incorporation) (Commissio |
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| March 11, 2019 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 form8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 11, 2019 STANDARD DIVERSIFIED INC. (Exact name of registrant as specified in its charter) Delaware 001-36696 56-1581761 (State or other Jurisdiction of Inco |
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| March 11, 2019 |
Exhibit 99.1 STANDARD DIVERSIFIED INC. REPORTS FINANCIAL RESULTS FOR ITS FOURTH QUARTER AND YEAR ENDED DECEMBER 31, 2018 NEW YORK, NY, March 11, 2019 – Standard Diversified Inc. (the “Company”) (NYSE American: SDI) today announced its financial results for the fourth quarter and year ended December 31, 2018. In addition to its Annual Report on Form 10-K filed with the Securities and Exchange Commi |
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| March 11, 2019 |
SDI / Standard Diversified Inc. ClaSS A 10-K (Annual Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2018 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period From to Commission File No. 001-36696 STANDARD DIVERSIFIED |
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| March 11, 2019 |
Exhibit 21.1 SUBSIDIARIES OF THE REGISTRANT Name Of Subsidiary Jurisdiction of Organization Year of Formation AZUR Environmental Limited (inactive) (wholly owned by Registrant) United Kingdom 1990 Standard Outdoor LLC (wholly owned by Registrant) Delaware 2016 Standard Outdoor Southwest LLC (wholly owned by Standard Outdoor LLC) Delaware 2016 Pillar General Inc. (wholly owned by Registrant) Delawa |
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| March 8, 2019 |
Termination of a Material Definitive Agreement 8-K 1 form8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 8, 2019 STANDARD DIVERSIFIED INC. (Exact name of registrant as specified in its charter) Delaware 001-36696 56-1581761 (State or other Jurisdiction of Incor |
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| March 7, 2019 |
SDI / Standard Diversified Inc. / Standard General L.P. - AMENDMENT NO. 14 Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 14)* Standard Diversified Inc. (Name of Issuer) Class A Common Stock, $0.01 par value per share (“Class A Common Stock”) Class B Common Stock, $0.01 par value per share (“Class B Common Stock”) (Title of Class of Securities) 85336L109 (Class A Common Stock) |
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| February 25, 2019 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A Amendment No. 1 CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 10, 2018 STANDARD DIVERSIFIED INC. (Exact name of registrant as specified in its charter) Delaware 001-36696 56-1581761 (State or other Jurisdiction of Inco |
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| February 25, 2019 |
AMENDMENT NO. 1 TO STOCK PURCHASE AGREEMENT Exhibit 2.2 AMENDMENT NO. 1 TO STOCK PURCHASE AGREEMENT THIS AMENDMENT NO. 1 TO STOCK PURCHASE AGREEMENT, dated as of February 22, 2019, (the “Amendment”) is made by and among Standard Diversified Inc., a Delaware corporation (“Purchaser”), and WT Holdings, Inc., a Tennessee corporation, (“WT”), Penny Fern Hart, an individual (“Hart” and, together with WT, the “Stockholders”), and WT, not in its i |
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| February 15, 2019 |
SDI / Standard Diversified Inc. / Standard General L.P. - AMENDMENT NO. 13 Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 13)* Standard Diversified Inc. (Name of Issuer) Class A Common Stock, $0.01 par value per share (“Class A Common Stock”) Class B Common Stock, $0.01 par value per share (“Class B Common Stock”) (Title of Class of Securities) 85336L109 (Class A Common Stock) |
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| December 20, 2018 |
8-K 1 form8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 20, 2018 STANDARD DIVERSIFIED INC. (Exact name of registrant as specified in its charter) Delaware 001-36696 56-1581761 (State or other Jurisdiction of I |
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| December 11, 2018 |
SDI / Standard Diversified Inc. / Standard General L.P. - AMENDMENT NO. 12 Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 12)* Standard Diversified Inc. (Name of Issuer) Class A Common Stock, $0.01 par value per share (“Class A Common Stock”) Class B Common Stock, $0.01 par value per share (“Class B Common Stock”) (Title of Class of Securities) 85336L109 (Class A Common Stock) |
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| December 10, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 10, 2018 STANDARD DIVERSIFIED INC. (Exact name of registrant as specified in its charter) Delaware 001-36696 56-1581761 (State or other Jurisdiction of Incorporation) (Commis |
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| December 10, 2018 |
Exhibit 99.1 STANDARD DIVERSIFIED INC. ENTERS INTO STOCK PURCHASE AGREEMENT TO ACQUIRE TRI-STATE CONSUMER INSURANCE CO. NEW YORK, NY, December 10, 2018 – Standard Diversified Inc. (“SDI” or the “Company”) (NYSE American: SDI) announced that it has entered into a Stock Purchase Agreement to acquire the holding company of Tri-State Consumer Insurance Co. (“Tri-State”) from WT Holdings, Inc. and its |
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| December 10, 2018 |
Exhibit 2.1 EXECUTION VERSION STOCK PURCHASE AGREEMENT by and among STANDARD DIVERSIFIED INC. and WT HOLDINGS, INC. and PENNY FERN HART and WT HOLDINGS, INC. As the Stockholders’ Representative Dated as of December 10, 2018 Table of Contents Page ARTICLE I DEFINITIONS Section 1.1 Definitions 1 Section 1.2 Other Defined Terms and Rules of Construction 12 ARTICLE II PURCHASE AND SALE OF SHARES Secti |
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| December 4, 2018 |
Standard Diversified Inc. Up to $6,000,000 Class A Common Stock 424B5 1 form424b5.htm 424B5 FILED PURSUANT TO RULE 424(B)(5) REGISTRATION NO. 333-226165 PROSPECTUS SUPPLEMENT (To Prospectus dated November 30, 2018) Standard Diversified Inc. Up to $6,000,000 Class A Common Stock On December 4, 2018, we entered into an amendment to the Capital On Demand™ Sales Agreement, or the sales agreement, that we entered into on August 10, 2018 with JonesTrading Institutio |
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| December 4, 2018 |
Financial Statements and Exhibits, Other Events 8-K 1 form8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 4, 2018 STANDARD DIVERSIFIED INC. (Exact name of registrant as specified in its charter) Delaware 001-36696 56-1581761 (State or other Jurisdiction of In |
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| December 4, 2018 |
SDI / Standard Diversified Inc. ClaSS A POS AM POS AM 1 formposam.htm POS AM As filed with the Securities and Exchange Commission on , 2018 Registration No. 333-226165 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Standard Diversified Inc. (Exact name of registrant as specified in its charter) Delaware 56-1581761 (State |
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| November 28, 2018 |
SDI / Standard Diversified Inc. ClaSS A CORRESP Standard Diversified Inc. 155 Mineola Boulevard Mineola, NY 11501 November 28, 2018 VIA EDGAR TRANSMISSION Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: John Stickel, Esq. Re: Standard Diversified Inc. Registration Statement on Form S-3 Filed November 16, 2018 File No. 333-228436 Ladies and Gentlemen: Pursuant to Rule 461 un |
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| November 16, 2018 |
SDI / Standard Diversified Inc. ClaSS A S-3 As filed with the Securities and Exchange Commission on November 16, 2018 Registration No. |
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| November 9, 2018 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 9, 2018 STANDARD DIVERSIFIED INC. (Exact name of registrant as specified in its charter) Delaware 001-36696 56-1581761 (State or other Jurisdiction of Incorporation) (Commiss |
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| November 9, 2018 |
STANDARD DIVERSIFIED INC. REPORTS FINANCIAL RESULTS FOR ITS THIRD QUARTER ENDED SEPTEMBER 30, 2018 Exhibit 99.1 STANDARD DIVERSIFIED INC. REPORTS FINANCIAL RESULTS FOR ITS THIRD QUARTER ENDED SEPTEMBER 30, 2018 NEW YORK, NY, November 9, 2018 – Standard Diversified Inc. (“the “Company”) (NYSE American: SDI) today announced its financial results for the third quarter ended September 30, 2018. In addition to its Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission, the C |
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| November 9, 2018 |
SDI / Standard Diversified Inc. ClaSS A 10-Q (Quarterly Report) SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2018 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period From to Commission File Number 001-36696 STANDARD DIVERSIFIED INC. |
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| November 6, 2018 |
Unregistered Sales of Equity Securities UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 1, 2018 STANDARD DIVERSIFIED INC. (Exact name of registrant as specified in its charter) Delaware 001-36696 56-1581761 (State or other Jurisdiction of Incorporation) (Commiss |
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| October 18, 2018 |
PROSPECTUS 1,181,825 Shares of Class A Common Stock Filed Pursuant to Rule 424(b)(3) Registration Statement No. 333-227719 PROSPECTUS 1,181,825 Shares of Class A Common Stock The selling stockholders named in this prospectus may from time to time, in one or more offerings, offer and sell up to 1,181,525 shares of our Class A common stock. We will not receive any proceeds from the sale of shares of our Class A common stock by the selling stockholder |
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| October 15, 2018 |
SDI / Standard Diversified Inc. ClaSS A CORRESP Standard Diversified Inc. 155 Mineola Boulevard Mineola, NY 11501 October 15, 2018 VIA EDGAR TRANSMISSION Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Julia E. Griffith, Esq. Re: Standard Diversified Inc. Registration Statement on Form S-3 Filed October 5, 2018 File No. 333-227719 Ladies and Gentlemen: Pursuant to Rule 461 |
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| October 5, 2018 |
SDI / Standard Diversified Inc. ClaSS A S-3 S-3 1 forms3.htm S-3 As filed with the Securities and Exchange Commission on October 5, 2018 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Standard Diversified Inc. (Exact name of registrant as specified in its charter) Delaware 56-1581761 (State or other jurisdiction of incorporation o |
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| September 14, 2018 |
SDI / Standard Diversified Inc. / Standard General L.P. - AMENDMENT NO. 11 Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 11)* Standard Diversified Inc. (Name of Issuer) Class A Common Stock, $0.01 par value per share (“Class A Common Stock”) Class B Common Stock, $0.01 par value per share (“Class B Common Stock”) (Title of Class of Securities) 85336L109 (Class A Common Stock) |
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| September 7, 2018 |
STANDARD DIVERSIFIED SUBSIDIARY TURNING POINT BRANDS ACQUIRES INTERNATIONAL VAPOR GROUP, INC. Exhibit 99.1 STANDARD DIVERSIFIED SUBSIDIARY TURNING POINT BRANDS ACQUIRES INTERNATIONAL VAPOR GROUP, INC. NEW YORK, NY, September 6, 2018 – Standard Diversified Inc. (“Standard Diversified” or the “Company”) (NYSE American: SDI) announced that its majority-owned subsidiary, Turning Points Brands, Inc. (NYSE: TPB), an industry leading provider of NewGen Products and Other Tobacco Products, has acq |
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| September 7, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 5, 2018 STANDARD DIVERSIFIED INC. (Exact name of registrant as specified in its charter) Delaware 001-36696 56-1581761 (State or other Jurisdiction of Incorporation) (Commis |
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| September 7, 2018 |
Exhibit 99.1 SECURITIES EXCHANGE AGREEMENT This Securities Exchange Agreement (this “Agreement”) is entered into as of September 5, 2018, by and among (i) Standard General Master Fund L.P. (“Standard General”) and Standard Diversified Inc. (“Standard Diversified”), on the one hand, and (ii) Pegasus Real Estate Investment Group, LLC, a Florida limited liability company (“Pegasus”), David Epstein, a |
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| September 7, 2018 |
SDI / Standard Diversified Inc. / Standard General L.P. - AMENDMENT NO. 10 Activist Investment SC 13D/A 1 sch13da.htm AMENDMENT NO. 10 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 10)* Standard Diversified Inc. (Name of Issuer) Class A Common Stock, $0.01 par value per share (“Class A Common Stock”) Class B Common Stock, $0.01 par value per share (“Class B Common Stock”) (Title of Class of Secur |
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| August 10, 2018 |
Standard Diversified Inc. Up to $6,500,000 Class A Common Stock 424B5 1 form424b5.htm 424B5 FILED PURSUANT TO RULE 424(B)(5) REGISTRATION NO. 333-226165 PROSPECTUS SUPPLEMENT (To Prospectus dated July 20, 2018) Standard Diversified Inc. Up to $6,500,000 Class A Common Stock On August 10, 2018, we entered into a Capital On Demand™ Sales Agreement, or the sales agreement, with JonesTrading Institutional Services LLC, or the Agent, relating to the offering of up |
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| August 10, 2018 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 10, 2018 STANDARD DIVERSIFIED INC. (Exact name of registrant as specified in its charter) Delaware 001-36696 56-1581761 (State or other Jurisdiction of Incorporation) (Commissi |
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| August 10, 2018 |
Exhibit 10.1 STANDARD DIVERSIFIED INC. Class A Common Stock ($0.01 par value per share) Capital on Demand™ Sales Agreement JonesTrading Institutional Services LLC 757 Third Avenue 23rd Floor New York, NY 10017 August 10, 2018 Ladies and Gentlemen: STANDARD DIVERSIFIED INC. a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with JONESTRADING INSTITUTIONAL SERVICES LLC |
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| August 10, 2018 |
SDI / Standard Diversified Inc. ClaSS A 10-Q (Quarterly Report) SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2018 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period From to Commission File Number 001-36696 STANDARD DIVERSIFIED INC. |
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| August 10, 2018 |
SIXTH AMENDED AND RESTATED CERTIFICATE OF INCORPORATION STANDARD DIVERSIFIED INC. Exhibit 3.1 As amended and restated through April 20, 2018 SIXTH AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF STANDARD DIVERSIFIED INC. Standard Diversified Inc., a corporation organized and existing under and by virtue of the provisions of the General Corporation Law of the State of Delaware (the “DGCL”), does hereby certify as follows. 1. The name of this corporation is Standard Diversif |
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| August 10, 2018 |
STANDARD DIVERSIFIED INC. REPORTS FINANCIAL RESULTS FOR ITS SECOND QUARTER ENDED JUNE 30, 2018 EXHIBIT 99.1 STANDARD DIVERSIFIED INC. REPORTS FINANCIAL RESULTS FOR ITS SECOND QUARTER ENDED JUNE 30, 2018 NEW YORK, NY, August 10, 2018 – Standard Diversified Inc. (“Standard Diversified”, “SDI”, or the “Company”) (NYSE American: SDI) will today announce its financial results for the second quarter ended June 30, 2018. In addition to its Quarterly Report on Form 10-Q for the second quarter filed |
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| July 18, 2018 |
SDI / Standard Diversified Inc. ClaSS A CORRESP Standard Diversified Inc. 155 Mineola Boulevard Mineola, NY 11501 July 18, 2018 VIA EDGAR TRANSMISSION Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Tonya K. Aldave, Esq. Re: Standard Diversified Inc. Registration Statement on Form S-3 Filed July 13, 2018 File No. 333-226165 Ladies and Gentlemen: Pursuant to Rule 461 under t |
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| July 16, 2018 |
SDI / Standard Diversified Inc. ClaSS A DEL AM DEL AM 1 delam.htm DEL AM Standard Diversified Inc. 155 Mineola Boulevard Mineola, NY 11501 July 16, 2018 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Standard Diversified Inc. Registration Statement on Form S-3 (No. 333-226165) Ladies and Gentlemen: Reference is made to the Registration Statement on Form S-3 (File No. 3 |
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| July 13, 2018 |
SDI / Standard Diversified Inc. ClaSS A S-8 S-8 1 forms8.htm S-8 As filed with the Securities and Exchange Commission on July 13, 2018. Registration No. 333- SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM S-8 REGISTRATION STATEMENT Under THE SECURITIES ACT OF 1933 Standard Diversified Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 56-1581761 (State or Other Jurisdiction of Incorporation or Organization) ( |
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| July 13, 2018 |
STANDARD DIVERSIFIED OPPORTUNITIES INC. 2017 OMNIBUS EQUITY COMPENSATION PLAN Exhibit 10.1 STANDARD DIVERSIFIED OPPORTUNITIES INC. 2017 OMNIBUS EQUITY COMPENSATION PLAN Effective as of the Effective Date (as defined below), the Standard Diversified Opportunities Inc. 2017 Omnibus Equity Compensation Plan (the “Plan”) is hereby established as a successor to the 2000 Stock Incentive Plan (the “2000 Plan”). As of the Effective Date, no additional grants shall be made under the |
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| July 13, 2018 |
SDI / Standard Diversified Inc. ClaSS A S-3 S-3 1 forms3.htm S-3 As filed with the Securities and Exchange Commission on July 13, 2018 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Standard Diversified Inc. (Exact name of registrant as specified in its charter) Delaware 56-1581761 (State or other jurisdiction of incorporation or |
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| June 19, 2018 |
SDI / Standard Diversified Inc. / Standard General L.P. - AMENDMENT NO. 9 Activist Investment SC 13D/A 1 sch13da.htm AMENDMENT NO. 9 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 9)* Standard Diversified Inc. (Name of Issuer) Class A Common Stock, $0.01 par value per share (“Class A Common Stock”) Class B Common Stock, $0.01 par value per share (“Class B Common Stock”) (Title of Class of Securit |
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| June 7, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 4, 2018 STANDARD DIVERSIFIED INC. (Exact name of registrant as specified in its charter) Delaware 001-36696 56-1581761 (State or other Jurisdiction of Incorporation) (Commission |
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| May 14, 2018 |
Exhibit 10.3 Execution Version ASSET PURCHASE AGREEMENT This Asset Purchase Agreement (this “Agreement”), dated as of February 20, 2018, is entered into between Vista Outdoor Corporation, a Georgia corporation (“Seller”) and Standard Outdoor Southeast II LLC, a Delaware limited liability company (“Buyer”). RECITALS WHEREAS, Seller wishes to sell and assign to Buyer, and Buyer wishes to purchase an |
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| May 14, 2018 |
SDOI / Special Diversified Opportunities Inc. 10-Q (Quarterly Report) SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2018 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period From to Commission File Number 001-36696 STANDARD DIVERSIFIED INC. |
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| May 14, 2018 |
Exhibit 10.1 Execution Version ASSET PURCHASE AGREEMENT This Asset Purchase Agreement (this “Agreement”), dated as of January 18, 2018, is entered into between Quality I/N Signs and Outdoor Advertising, LLC, an Alabama limited liability company (“Seller”) and Standard Outdoor Southeast I LLC, a Delaware limited liability company (“Buyer”). RECITALS WHEREAS, Seller wishes to sell and assign to Buye |
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| May 14, 2018 |
Exhibit 10.4 Execution Version THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR ANY COMPARABLE STATE SECURITIES LAW, AND MAY NOT BE SOLD, ASSIGNED, PLEDGED OR OTHERWISE TRANSFERRED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT UNDER THE ACT COVERING THE TRANSFER OR AN EXEMPTION UNDER THE ACT. PROMISSORY NOTE AND SECURITY AGREEMENT $3,450,000.00 |
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| May 14, 2018 |
Third Amended and Restated Bylaws of the Company EX-3.1 2 ex31.htm EXHIBIT 3.1 Exhibit 3.1 THIRD AMENDED AND RESTATED BY-LAWS OF STANDARD DIVERSIFIED INC. (FORMERLY KNOWN AS STANDARD DIVERSIFIED OPPORTUNITIES INC., SPECIAL DIVERSIFIED OPPORTUNITIES INC., STRATEGIC DIAGNOSTICS INC. AND ENSYS ENVIRONMENTAL PRODUCTS, INC.) ARTICLE I STOCKHOLDERS SECTION 1. ANNUAL MEETING. The annual meeting stockholders shall be held at the hour, date and place wit |
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| May 14, 2018 |
EX-10.2 4 ex102.htm EXHIBIT 10.2 Exhibit 10.2 THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR ANY COMPARABLE STATE SECURITIES LAW, AND MAY NOT BE SOLD, ASSIGNED, PLEDGED OR OTHERWISE TRANSFERRED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT UNDER THE ACT COVERING THE TRANSFER OR AN EXEMPTION UNDER THE ACT. PROMISSORY NOTE AND SECURITY AGREEMEN |
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| May 14, 2018 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 14, 2018 STANDARD DIVERSIFIED INC. (Exact name of registrant as specified in its charter) Delaware 001-36696 56-1581761 (State or other Jurisdiction of Incorporation) (Commission |
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| May 14, 2018 |
STANDARD DIVERSIFIED INC. REPORTS FINANCIAL RESULTS FOR ITS First QUARTER ENDED MARCH 31, 2018 EX-99.1 2 tv494027ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 STANDARD DIVERSIFIED INC. REPORTS FINANCIAL RESULTS FOR ITS First QUARTER ENDED MARCH 31, 2018 NEW YORK, NY, May 14, 2018 – Standard Diversified Inc. (“Standard Diversified” or the “Company”) (NYSE American: SDI) today announced its financial results for the first quarter ended March 31, 2018. In addition to its Quarterly Report on Form 10-Q f |
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| April 20, 2018 |
Exhibit 3.2 AMENDMENT OF THE AMENDED AND RESTATED BYLAWS OF STANDARD DIVERSIFIED OPPORTUNITIES INC. The following amendment is effective as of April 18, 2018 as approved by the unanimous written consent of the Board of Directors of Standard Diversified Opportunities Inc. (the “Company”): 1. Article II, Section 2 of the Company’s Amended and Restated Bylaws (the “Bylaws”) is hereby deleted in its e |
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| April 20, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 18, 2018 STANDARD DIVERSIFIED INC. (Exact name of registrant as specified in its charter) Delaware 001-36696 56-1581761 (State or other Jurisdiction of Incorporation) (Commissio |
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| April 20, 2018 |
Certificate of Amendment, dated April 20, 2018. EX-3.1 2 tv491196ex3-1.htm EXHIBIT 3.1 Exhibit 3.1 CERTIFICATE OF AMENDMENT OF THE SIXTH AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF STANDARD DIVERSIFIED OPPORTUNITIES INC. Standard Diversified Opportunities Inc., a corporation organized and existing under the laws of the State of Delaware (hereinafter referred to as the “Corporation”), for the purpose of amending its Sixth Amended and Re |
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| April 20, 2018 |
SDOI / Special Diversified Opportunities Inc. 8-A12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 STANDARD Diversified Inc. |
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| March 28, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 28, 2018 STANDARD DIVERSIFIED OPPORTUNITIES INC. (Exact name of registrant as specified in its charter) Delaware 001-36696 56-1581761 (State or other Jurisdiction of Incorporati |
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| March 13, 2018 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 13, 2018 STANDARD DIVERSIFIED OPPORTUNITIES INC. (Exact name of registrant as specified in its charter) Delaware 001-36696 56-1581761 (State or other Jurisdiction of Incorporati |
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| March 13, 2018 |
Exhibit 99.1 March 2018 • Investor Presentation S TANDARD D IVERSIFIED O PPORTUNITIES I NC . Standard Diversified Opportunities Inc. owns and operates subsidiaries in a variety of industries, including other tobacco products, outdoor advertising and insurance. This presentation contains “forward - looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 , Sect |
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| March 12, 2018 |
Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A Amendment No. 1 CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 2, 2018 STANDARD DIVERSIFIED OPPORTUNITIES INC. (Exact name of registrant as specified in its charter) Delaware 001-36696 56-1581761 (State or other Jurisdic |
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| March 12, 2018 |
SDOI / Special Diversified Opportunities Inc. 10-K (Annual Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2017 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period From to Commission File No. 001-36696 STANDARD DIVERSIFIED |
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| March 12, 2018 |
Subsidiaries of the Company (filed herewith) Exhibit 21.1 SUBSIDIARIES OF THE REGISTRANT Name Of Subsidiary Jurisdiction of Organization Year of Formation AZUR Environmental Limited (inactive) (wholly owned by Registrant) United Kingdom 1990 Standard Outdoor LLC (wholly owned by Registrant) Delaware 2016 Standard Outdoor Southwest LLC (wholly owned by Standard Outdoor LLC) Delaware 2016 Pillar General Inc. (wholly owned by Registrant) Delawa |
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| March 12, 2018 |
Press release of the Company (filed herewith) EX-99.1 6 ex991.htm EXHIBIT 99.1 EXHIBIT 99.1 Standard Diversified Opportunities Inc. STANDARD DIVERSIFIED OPPORTUNITIES INC. REPORTS FINANCIAL RESULTS FOR ITS YEAR ENDED DECEMBER 31, 2017 NEW YORK, NY, March 12, 2018 – Standard Diversified Opportunities Inc. (“Standard Diversified” or the “Company”) (OTCQB: SDOIA) today announced its financial results for the year ended December 31, 2017 in conne |
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| February 21, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 20, 2018 STANDARD DIVERSIFIED OPPORTUNITIES INC. (Exact name of registrant as specified in its charter) Delaware 001-36696 56-1581761 (State or other Jurisdiction of Incorpor |
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| February 5, 2018 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 5, 2018 STANDARD DIVERSIFIED OPPORTUNITIES INC. (Exact name of registrant as specified in its charter) Delaware 001-36696 56-1581761 (State or other Jurisdiction of Incorpora |
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| February 5, 2018 |
Exhibit 99.1 February 2018 ? Investor Presentation S TANDARD D IVERSIFIED O PPORTUNITIES I NC . Standard Diversified Opportunities Inc. owns and operates subsidiaries in a variety of industries, including other tobacco products, outdoor advertising and insurance. This presentation contains ?forward - looking statements? within the meaning of the Private Securities Litigation Reform Act of 1995 , S |
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| February 5, 2018 |
Exhibit 10.1 Execution Version **************************************** TERM LOAN AGREEMENT Dated as of February 2, 2018 by and among STANDARD DIVERSIFIED OPPORTUNITIES INC., THE OTHER PERSONS PARTY HERETO THAT ARE DESIGNATED AS BORROWERS, THE FINANCIAL INSTITUTIONS PARTY HERETO, as Term Lenders, and CRYSTAL FINANCIAL LLC, as Term Agent **************************************** TABLE OF CONTENTS AR |
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| February 5, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 2, 2018 STANDARD DIVERSIFIED OPPORTUNITIES INC. (Exact name of registrant as specified in its charter) Delaware 001-36696 56-1581761 (State or other Jurisdiction of Incorpora |
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| January 18, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 11, 2018 STANDARD DIVERSIFIED OPPORTUNITIES INC. (Exact name of registrant as specified in its charter) Delaware 001-36696 56-1581761 (State or other Jurisdiction of Incorpora |
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| January 5, 2018 |
SDI / Standard Diversified Inc. / Standard General L.P. - AMENDMENT NO. 8 Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 8)* Standard Diversified Opportunities Inc. (Name of Issuer) Class A Common Stock, $0.01 par value per share (“Class A Common Stock”) Class B Common Stock, $0.01 par value per share (“Class B Common Stock”) (Title of Class of Securities) 85336L109 (Class A C |
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| January 4, 2018 |
Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 2, 2018 STANDARD DIVERSIFIED OPPORTUNITIES INC. (Exact name of registrant as specified in its charter) Delaware 001-36696 56-1581761 (State or other Jurisdiction of Incorporat |
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| December 20, 2017 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 20, 2017 STANDARD DIVERSIFIED OPPORTUNITIES INC. (Exact name of registrant as specified in its charter) Delaware 001-36696 56-1581761 (State or other Jurisdiction of Incorpor |
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| December 20, 2017 |
Exhibit 99.1 STANDARD DIVERSIFIED OPPORTUNITIES INC. Receives Regulatory Approval to Acquire Maidstone Insurance Company WILMINGTON, DE, December 20, 2017 – Standard Diversified Opportunities Inc. (OTCQB: SDOIA) (“Standard Diversified” or the “Company”) announced today that it has received formal approval from the New York State Department of Financial Services to complete the previously announced |
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| December 4, 2017 |
SDI / Standard Diversified Inc. / Standard General L.P. - AMENDMENT NO. 7 Activist Investment SC 13D/A 1 sch13da.htm AMENDMENT NO. 7 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 7)* Standard Diversified Opportunities Inc. (Name of Issuer) Class A Common Stock, $0.01 par value per share (“Class A Common Stock”) Class B Common Stock, $0.01 par value per share (“Class B Common Stock”) (Title of Cl |
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| November 9, 2017 |
SDOI / Special Diversified Opportunities Inc. 10-Q (Quarterly Report) SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q ☐ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2017 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period From to Commission File Number 001-36696 STANDARD DIVERSIFIED OPPORTUNITIES INC. |
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| August 21, 2017 |
Sixth Amended and Restated Certificate of Incorporation of the Company Exhibit 3.1 SIXTH AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF STANDARD DIVERSIFIED OPPORTUNITIES INC. Standard Diversified Opportunities, Inc., a corporation organized and existing under and by virtue of the provisions of the General Corporation Law of the State of Delaware (the ?DGCL?), does hereby certify as follows. 1. The name of this corporation is Standard Diversified Opportunities |
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| August 21, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 17, 2017 STANDARD DIVERSIFIED OPPORTUNITIES INC. (Exact name of registrant as specified in its charter) Delaware 001-36696 56-1581761 (State or other Jurisdiction of Incorporat |
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| August 11, 2017 |
SDOI / Special Diversified Opportunities Inc. 10-Q (Quarterly Report) 10-Q 1 form10q.htm 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2017 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period From to Commission File Number 001-36696 STANDARD DIVERSIF |
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| July 28, 2017 |
2017 Omnibus Equity Compensation Plan of the Company* DEF 14C 1 t1702132-def14c.htm DEFINITIVE INFORMATION STATEMENT TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☐ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c |
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| July 14, 2017 |
Special Diversified Opportunities PRE 14C PRE 14C 1 v470415pre14c.htm PRE 14C UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: þ Preliminary Information Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ¨ Definitive Information Statement |
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| June 26, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 26, 2017 STANDARD DIVERSIFIED OPPORTUNITIES INC. (Exact name of registrant as specified in its charter) Delaware 001-36696 56-1581761 (State or other Jurisdiction of Incorporatio |
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| June 26, 2017 |
SDI / Standard Diversified Inc. / Standard General L.P. Activist Investment SC 13D/A 1 sc13da.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 6)* Standard Diversified Opportunities Inc. (former known as Special Diversified Opportunities Inc.) (Name of Issuer) Class A Common Stock, $0.01 par value per share (“Class A Common Stock”) Class B Common Stock, $0.01 par value per sha |
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| June 15, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 15, 2017 STANDARD DIVERSIFIED OPPORTUNITIES INC. (Exact name of registrant as specified in its charter) Delaware 001-36696 56-1581761 (State or other Jurisdiction of Incorporatio |
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| June 13, 2017 |
Special Diversified Opportunities FORM 8-K (Current Report/Significant Event) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 9, 2017 STANDARD DIVERSIFIED OPPORTUNITIES INC. (Exact name of registrant as specified in its charter) Delaware 001-36696 56-1581761 (State or other Jurisdiction of Incorporation |
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| June 12, 2017 |
SC 13D 1 t1701806sc13d.htm SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. ) TURNING POINT BRANDS, INC. (Name of Issuer) Common Stock, $0.01 par value per share (Title of Class of Securities) 90041L105 (CUSIP Number) Ian Estus Standard Diversified Opportunities Inc. 1521 Concord Pike, Suite 3 |
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| June 8, 2017 |
Special Diversified Opportunities FORM 8-K (Current Report/Significant Event) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 4, 2017 STANDARD DIVERSIFIED OPPORTUNITIES INC. (Exact name of registrant as specified in its charter) Delaware 001-36696 56-1581761 (State or other Jurisdiction of Incorporation |
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| June 5, 2017 |
8-K 1 t17017848k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 30, 2017 STANDARD DIVERSIFIED OPPORTUNITIES INC. (Exact name of registrant as specified in its charter) Delaware 001-36696 56-1581761 (State or other |
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| June 5, 2017 |
EX-4.1 2 t1701784ex4-1.htm EXHIBIT 4.1 Exhibit 4.1 REGISTRATION RIGHTS AGREEMENT STANDARD DIVERSIFIED OPPORTUNITIES INC. dated as of June 1, 2017 1. Definitions and Interpretations 1 (a) Definitions 1 (b) Interpretations 7 2. Incidental Registrations 7 (a) Right to Include Registrable Securities 7 (b) Priority in Incidental Registrations 8 3. Registration on Request. 9 (a) Request by the Demand Pa |
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| June 5, 2017 |
Exhibit 99.2 UNAUDITED PRO FORMA FINANCIAL INFORMATION Unaudited Pro Forma Condensed Combined Financial Statements of Standard Diversified Opportunities Inc. The following unaudited pro forma condensed combined financial information has been prepared to reflect adjustments to the financial condition and results of operations of Standard Diversified Opportunities Inc. (?SDOI? or the ?Company?) to g |
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| June 5, 2017 |
Exhibit 99.1 Interboro Holdings, Inc. and Subsidiaries Unaudited Condensed Consolidated Financial Statements Three Months Ended March 31, 2017 and 2016 Interboro Holdings, Inc. and Subsidiaries Unaudited Condensed Consolidated Financial Statements Three Months Ended March 31, 2017 and 2016 Interboro Holdings, Inc. and Subsidiaries Contents Unaudited Condensed Consolidated Financial Statements: Bal |
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| June 5, 2017 |
Exhibit 16.1 June 5, 2017 Securities and Exchange Commission Washington, D.C. 20549 Ladies and Gentlemen: We were previously principal accountants for Standard Diversified Opportunities, Inc. (f/k/a Special Diversified Opportunities, Inc.) (the Company) and, under the date of March 22, 2017, we reported on the consolidated financial statements of the Company as of and for the years ended December |
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| June 5, 2017 |
Special Diversified Opportunities 8-K (Current Report/Significant Event) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 5, 2017 STANDARD DIVERSIFIED OPPORTUNITIES INC. (Exact name of registrant as specified in its charter) Delaware 001-36696 56-1581761 (State or other Jurisdiction of Incorporation |
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| June 5, 2017 |
SDI / Standard Diversified Inc. / Standard General L.P. Activist Investment SC 13D/A 1 sc13da.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 5)* Standard Diversified Opportunities Inc. (former known as Special Diversified Opportunities Inc.) (Name of Issuer) Class A Common Stock, $0.01 par value per share (“Class A Common Stock”) Class B Common Stock, $0.01 par value per sha |
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| June 1, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 1, 2017 STANDARD DIVERSIFIED OPPORTUNITIES INC. (Exact name of registrant as specified in its charter) Delaware 001-36696 56-1581761 (State or other Jurisdiction of Incorporation |
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| May 31, 2017 |
Special Diversified Opportunities FORM 8-K (Current Report/Significant Event) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 30, 2017 STANDARD DIVERSIFIED OPPORTUNITIES INC. (Exact name of registrant as specified in its charter) Delaware 001-36696 56-1581761 (State or other Jurisdiction of Incorporation |
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| May 31, 2017 |
FIFTH AMENDED AND RESTATED CERTIFICATE OF INCORPORATION SPECIAL DIVERSIFIED OPPORTUNITIES INC. EX-3.1 2 t1701741ex3-1.htm EXHIBIT 3.1 Exhibit 3.1 FIFTH AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF SPECIAL DIVERSIFIED OPPORTUNITIES INC. Special Diversified Opportunities, Inc., a corporation organized and existing under and by virtue of the provisions of the General Corporation Law of the State of Delaware (the “DGCL”), does hereby certify as follows. 1. The name of this corporation i |
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| May 26, 2017 |
Special Diversified Opportunities FORM 8-K (Current Report/Significant Event) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 26, 2017 SPECIAL DIVERSIFIED OPPORTUNITIES INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-36696 56-1581761 (State or Other Jurisdiction (Commission File Numb |
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| May 26, 2017 |
Special Diversified Opportunities AMENDMENT NO. 1 TO 8-A12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-A/A (Amendment No. |
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| May 26, 2017 |
AMENDMENT TO SECTION 382 RIGHTS AGREEMENT EX-4.1 2 t1701641ex4-1.htm EXHIBIT 4.1 Exhibit 4.1 AMENDMENT TO SECTION 382 RIGHTS AGREEMENT THIS AMENDMENT (this “Amendment”), entered into as of the 26th day of May, 2017, by and between SPECIAL DIVERSIFIED OPPORTUNITIES INC., a Delaware corporation (the “Company”), and AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC (the “Rights Agent”), amends that certain Section 382 Rights Agreement, dated as o |
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| May 15, 2017 |
Special Diversified Opportunities FORM 8-K (Current Report/Significant Event) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 9, 2017 SPECIAL DIVERSIFIED OPPORTUNITIES INC. (Exact name of registrant as specified in its charter) Delaware 001-36696 56-1581761 (State or other Jurisdiction of Incorporation) |
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| May 15, 2017 |
Special Diversified Opportunities FORM 10-Q (Quarterly Report) 10-Q 1 t170029310q.htm FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2017 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period From to Commission File Number 001 |
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| May 4, 2017 |
424B3 1 t1701445-424b3.htm PROSPECTUS AND PROXY STATEMENT TABLE OF CONTENTS Filed Pursuant to Rule 424(b)(3) Registration No. 333-215802 PROSPECTUS and PROXY STATEMENT of SPECIAL DIVERSIFIED OPPORTUNITIES INC. Special Meeting of Stockholders to be held on May 30, 2017 Special Diversified Opportunities Inc., or SDOI or the Company, is using this Proxy Statement and Prospectus, or the proxy statem |
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| May 4, 2017 |
Special Diversified Opportunities AMENDMENT NO. 4 TO FORM S-4 t1701369-s4a - block - 33.4513448s TABLE OF CONTENTS As filed with the Securities and Exchange Commission on May 3, 2017 Registration No. 333-215802? ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ? AMENDMENT NO. 4 TO FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ? SPECIAL DIVERSIFIED OPPORTUNITIES INC. (Exact Name of Registrant as specified in its c |
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| May 4, 2017 |
Special Diversified Opportunities ESP Special Diversified Opportunities Inc. 1521 Concord Pike, Suite 301 Wilmington, DE 19803 (302) 824-7062 May 4, 2017 Via EDGAR and Electronic Mail United States Securities and Exchange Commission Division of Corporate Finance 100 F Street, NE Washington, D.C. 20549 Attn: John Dana Brown RE: Special Diversified Opportunities Inc. Registration Statement on Form S-4 File No. 333-215802 Ladies and Gent |
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| May 1, 2017 |
Special Diversified Opportunities AMENDMENT NO. 3 TO FORM S-4 t1701314-s4a - block - 27.582758s TABLE OF CONTENTS As filed with the Securities and Exchange Commission on May 1, 2017 Registration No. 333-215802? ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ? AMENDMENT NO. 3 TO FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ? SPECIAL DIVERSIFIED OPPORTUNITIES INC. (Exact Name of Registrant as specified in its ch |
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| May 1, 2017 |
Special Diversified Opportunities ESP Special Diversified Opportunities Inc. 1521 Concord Pike, Suite 301 Wilmington, DE 19803 (302) 824-7062 May 1, 2017 Via EDGAR and Electronic Mail United States Securities and Exchange Commission Division of Corporate Finance 100 F Street, NE Washington, D.C. 20549 Attn: John Dana Brown RE: Special Diversified Opportunities Inc. Registration Statement on Form S-4 File No. 333-215802 Ladies and Gent |
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| April 25, 2017 |
Special Diversified Opportunities AMENDMENT NO. 2 TO FORM S-4 t1701095-s4a - block - 28.5698567s TABLE OF CONTENTS As filed with the Securities and Exchange Commission on April 25, 2017 Registration No. 333-215802 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 AMENDMENT NO. 2 TO FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 SPECIAL DIVERSIFIED OPPORTUNITIES INC. (Exact Name of Registrant as specified in its charter |
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| April 25, 2017 |
Special Diversified Opportunities ESP April 25, 2017 Via EDGAR, Federal Express and Electronic Mail Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, D. |
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| April 21, 2017 |
AMENDMENT TO SECTION 382 RIGHTS AGREEMENT EX-4.1 2 t1701209ex4-1.htm EXHIBIT 4.1 Exhibit 4.1 AMENDMENT TO SECTION 382 RIGHTS AGREEMENT THIS AMENDMENT (this “Amendment”), entered into as of the 17th day of April, 2017, by and between SPECIAL DIVERSIFIED OPPORTUNITIES INC., a Delaware corporation (the “Company”), and AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC (the “Rights Agent”), amends that certain Section 382 Rights Agreement, dated as |
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| April 21, 2017 |
Special Diversified Opportunities FORM 8-K (Current Report/Significant Event) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 17, 2017 SPECIAL DIVERSIFIED OPPORTUNITIES INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-36696 56-1581761 (State or Other Jurisdiction (Commission File Nu |
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| April 6, 2017 |
t1701084-8kDIV10-ex2-1 - none - 1.8341834s ? Exhibit 2.1? SECOND AMENDMENT TO CONTRIBUTION AND EXCHANGE AGREEMENT This Second Amendment to the Contribution and Exchange Agreement (this ? Amendment?), is entered into and effective as of April 5, 2017, by and among Special Diversified Opportunities Inc., a Delaware corporation (the ? Company?), Standard General Master Fund L.P., a Cayman Islands lim |
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| April 6, 2017 |
Special Diversified Opportunities FORM 8-K (Current Report/Significant Event) t1701084-8k - none - 1.9891989s ? ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ? FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 5, 2017 SPECIAL DIVERSIFIED OPPORTUNITIES INC. (Exact Name of Registrant as Specified in Charter) ? Delaware ? ? 001-36696 ? ? 56-1581761 |
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| April 6, 2017 |
SECOND AMENDMENT TO CONTRIBUTION AND EXCHANGE AGREEMENT EX-2.1 2 t1701084ex2-1.htm EXHIBIT 2.1 Exhibit 2.1 SECOND AMENDMENT TO CONTRIBUTION AND EXCHANGE AGREEMENT This Second Amendment to the Contribution and Exchange Agreement (this “Amendment”), is entered into and effective as of April 5, 2017, by and among Special Diversified Opportunities Inc., a Delaware corporation (the “Company”), Standard General Master Fund L.P., a Cayman Islands limited part |
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| April 6, 2017 |
Special Diversified Opportunities FORM 8-K t1701084-8k - none - 1.9891989s ? ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ? FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 5, 2017 SPECIAL DIVERSIFIED OPPORTUNITIES INC. (Exact Name of Registrant as Specified in Charter) ? Delaware ? ? 001-36696 ? ? 56-1581761 |
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| April 6, 2017 |
Special Diversified Opportunities AMENDMENT NO. 1 TO FORM S-4 t1700274-s4a - block - 26.7036701s TABLE OF CONTENTS As filed with the Securities and Exchange Commission on April 6, 2017 Registration No. 333-215802? ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ? AMENDMENT NO. 1 TO FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ? SPECIAL DIVERSIFIED OPPORTUNITIES INC. (Exact Name of Registrant as specified in its |
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| April 6, 2017 |
Special Diversified Opportunities ESP April 6, 2017 Via EDGAR, Federal Express and Electronic Mail Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, D. |
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| March 22, 2017 |
Special Diversified Opportunities FORM 10-K (Annual Report) 10-K 1 t1700691-10k.htm FORM 10-K TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2016 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period From |
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| March 22, 2017 |
SUBSIDIARIES OF THE REGISTRANT t1700691-10kDIV09-ex21-1 - none - 1.6691669s ? Exhibit 21.1? SUBSIDIARIES OF THE REGISTRANT ? Name Of Subsidiary ? ? Jurisdiction of Organization ? ? Year of Formation ? ? AZUR Environmental Limited ? ? United Kingdom ? ? 1990 ? ? Standard Outdoor LLC ? ? Delaware ? ? 2016 ? ? Standard Outdoor Southwest LLC ? ? Delaware ? ? 2016 ? ? Pillar General Inc. ? ? Delaware ? ? 2016 ? ? Pillar General LLC |
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| January 28, 2017 |
Special Diversified Opportunities FORM S-4 t1700179-s4 - none - 34.2064203s TABLE OF CONTENTS As filed with the Securities and Exchange Commission on January 27, 2017 Registration No. 333-? ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ? FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ? SPECIAL DIVERSIFIED OPPORTUNITIES INC. (Exact Name of Registrant as specified in its charter) ? Delaware (St |
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| November 25, 2016 |
EX-2.1 2 t1600771ex2-1.htm EXHIBIT 2.1 Exhibit 2.1 EXECUTION VERSION STOCK PURCHASE AGREEMENT by and between SPECIAL DIVERSIFIED OPPORTUNITIES INC. and INTERBORO LLC Dated as of November 23, 2016 Table of Contents Page ARTICLE I DEFINITIONS Section 1.1 Definitions 1 Section 1.2 Other Defined Terms and Rules of Construction 11 ARTICLE II PURCHASE AND SALE OF SHARES Section 2.1 Purchase and Sale 13 |
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| November 25, 2016 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 23, 2016 SPECIAL DIVERSIFIED OPPORTUNITIES INC. (Exact Name of Registrant as Specified in Charter) Delaware (State or Other Jurisdiction of Incorporation) 000-22400 (Commissi |
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| November 25, 2016 |
EX-2.1 2 t1600772ex2-1.htm EXHIBIT 2.1 Exhibit 2.1 CONTRIBUTION AND EXCHANGE AGREEMENT BY AND AMONG SPECIAL DIVERSIFIED OPPORTUNITIES INC., STANDARD GENERAL MASTER FUND L.P., P STANDARD GENERAL LTD. AND STANDARD GENERAL FOCUS FUND L.P. DATED AS OF NOVEMBER 25, 2016 TABLE OF CONTENTS Page Article I The Contribution and Exchange Section 1.1 The Exchange; Exchange Ratio 2 Section 1.2 Closing 3 Sectio |
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| November 25, 2016 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 25, 2016 SPECIAL DIVERSIFIED OPPORTUNITIES INC. (Exact Name of Registrant as Specified in Charter) Delaware (State or Other Jurisdiction of Incorporation) 000-22400 (Commissi |
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| November 25, 2016 |
Special Diversified Opportunities FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 25, 2016 SPECIAL DIVERSIFIED OPPORTUNITIES INC. (Exact Name of Registrant as Specified in Charter) Delaware (State or Other Jurisdiction of Incorporation) 000-22400 (Commissi |
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| November 25, 2016 |
Exhibit 2.1 CONTRIBUTION AND EXCHANGE AGREEMENT BY AND AMONG SPECIAL DIVERSIFIED OPPORTUNITIES INC., STANDARD GENERAL MASTER FUND L.P., P STANDARD GENERAL LTD. AND STANDARD GENERAL FOCUS FUND L.P. DATED AS OF NOVEMBER 25, 2016 TABLE OF CONTENTS Page Article I The Contribution and Exchange Section 1.1 The Exchange; Exchange Ratio 2 Section 1.2 Closing 3 Section 1.3 Transactions to be Effected at th |
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| November 25, 2016 |
SDI / Standard Diversified Inc. / Standard General L.P. Activist Investment SC 13D/A 1 sc13da.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 4)* Special Diversified Opportunities Inc. (Name of Issuer) Common Stock, $0.01 par value per share (Title of Class of Securities) 862700101 Joseph Mause Standard General L.P. 767 Fifth Avenue, 12th Floor New York, NY 10153 Tel. No.: 21 |
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| November 14, 2016 |
Special Diversified Opportunities FORM 10-Q (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2016 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period From to Commission File Number 000-22400 Special Diversified Opportunities Inc. |
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| November 9, 2016 |
Entry into a Material Definitive Agreement UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 4, 2016 SPECIAL DIVERSIFIED OPPORTUNITIES INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-22400 56-1581761 (State or Other Jurisdiction of Incorporation) |
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| September 27, 2016 |
SDI / Standard Diversified Inc. / Standard General L.P. Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3)* Special Diversified Opportunities Inc. (Name of Issuer) Common Stock, $0.01 par value per share (Title of Class of Securities) 862700101 Joseph Mause Standard General L.P. 767 Fifth Avenue, 12th Floor New York, NY 10153 Tel. No.: 212-257-4701 (Name, Addr |
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| August 12, 2016 |
Special Diversified Opportunities FORM 10-Q (Quarterly Report) 10-Q 1 t160050210q.htm FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2016 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period From to Commission File Number 000- |
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| August 12, 2016 |
Exhibit 24 LIMITED POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints Kevin J. |
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| August 12, 2016 |
Exhibit 24 LIMITED POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints Kevin J. |
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| August 2, 2016 |
Special Diversified Opportunities FORM 8-K (Current Report/Significant Event) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 1, 2016 Special Diversified Opportunities Inc. (Exact name of registrant as specified in its charter) Delaware 000-22400 56-1581761 (State or other jurisdiction (Commission (I. |
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| May 13, 2016 |
Special Diversified Opportunities FORM 10-Q (Quarterly Report) 10-Q 1 t160031510q.htm FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2016 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period From to Commission File Number 000 |
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| April 29, 2016 |
Special Diversified Opportunities FORM 8-A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 Special Diversified Opportunities Inc. |
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| April 29, 2016 |
Exhibit 4.1 SECTION 382 RIGHTS AGREEMENT by and between SPECIAL DIVERSIFIED OPPORTUNITIES INC. and AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC, as Rights Agent Dated as of April 28, 2016 TABLE OF CONTENTS Page Section 1. Certain definitions 1 Section 2. Appointment of the Rights Agent 8 Section 3. Issuance of Rights Certificates 8 Section 4. Form of Rights Certificates 10 Section 5. Countersignat |
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| April 29, 2016 |
SPECIAL DIVERSIFIED OPPORTUNITIES INC. ADOPTS TAX BENEFIT PRESERVATION STOCKHOLDER RIGHTS PLAN EX-99.1 4 t1600251ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 SPECIAL DIVERSIFIED OPPORTUNITIES INC. ADOPTS TAX BENEFIT PRESERVATION STOCKHOLDER RIGHTS PLAN WILMINGTON, DE, April 28, 2016 — Special Diversified Opportunities Inc. (the “Company”) (OTC:SDOI), today announced that its Board of Directors has approved the adoption of a tax benefit preservation stockholder rights plan (the “rights plan”) design |
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| April 29, 2016 |
Exhibit 3.1 CERTIFICATE OF DESIGNATION, PREFERENCES, AND RIGHTS OF SERIES B JUNIOR PARTICIPATING PREFERRED STOCK of Special Diversified Opportunities Inc. Pursuant to Section 151 of the General Corporation Law of the State of Delaware: Special Diversified Opportunities Inc., a corporation organized and existing under the General Corporation Law of the State of Delaware (the ?Corporation?), in acco |
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| April 29, 2016 |
8-K 1 t16002518k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 27, 2016 SPECIAL DIVERSIFIED OPPORTUNITIES INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-22400 56-1581761 (State or Other Ju |
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| March 30, 2016 |
Exhibit 21.1 SUBSIDIARY OF THE REGISTRANT Name Of Subsidiary Jurisdiction of Organization Year of Formation AZUR Environmental Limited United Kingdom 1990 |
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| March 30, 2016 |
Special Diversified Opportunities FORM 10-K (Annual Report) 10-K 1 t160015010k.htm FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2015 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period From to Commission File No |
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| March 30, 2016 |
SEPARATION AGREEMENT AND GENERAL RELEASE Exhibit 10.6 SEPARATION AGREEMENT AND GENERAL RELEASE This Separation Agreement and General Release (?Agreement?), is made and entered into this 19th day of October, 2015, by and between Philip Blazek (?Executive?) and the Special Diversified Opportunities, Inc. (?the Company?). WHEREAS, Executive was employed by the Company as President; WHEREAS, Executive and the Company mutually desire to end E |
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| March 2, 2016 |
SDI / Standard Diversified Inc. / Standard General L.P. Activist Investment SC 13D/A 1 sc13da.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* Special Diversified Opportunities Inc. (Name of Issuer) Common Stock, $0.01 par value per share (Title of Class of Securities) 862700101 Joseph Mause Standard General L.P. 767 Fifth Avenue, 12th Floor New York, NY 10153 Tel. No.: 21 |
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| March 1, 2016 |
SC 13D/A 1 briley13da3-sdo.htm AMENDMENT NO. 3 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (Amendment No. 3) Special Diversified Opportunities Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securiti |
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| February 10, 2016 |
SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (Amendment No. |
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| January 8, 2016 |
Special Diversified Opportunities FORM 8-K (Current Report/Significant Event) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): January 6, 2016 Special Diversified Opportunities Inc. (Exact name of registrant as specified in its charter) Delaware 000-22400 56-1581761 (State or other jurisdiction (Commission (I |
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| December 22, 2015 |
SC 13D/A 1 briley13da1-122215.htm SCHEDULE 13D AMENDMENT SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (Amendment No. 1 ) Special Diversified Opportunities Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class |
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| December 21, 2015 |
SDI / Standard Diversified Inc. / Standard General L.P. - SCHEDULE 13D/A Activist Investment SC 13D/A 1 sc13da.htm SCHEDULE 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* Special Diversified Opportunities Inc. (Name of Issuer) Common Stock, $0.01 par value per share (Title of Class of Securities) 862700101 Joseph Mause Standard General L.P. 767 Fifth Avenue, 12th Floor New York, NY 101 |
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| October 29, 2015 |
EX-99.1 2 exhibit99-1.htm Exhibit 99.1 JOINT FILING AGREEMENT This Joint Filing Agreement, dated as of October 29, 2015, is by and among Standard General L.P., Standard General Master Fund L.P., P Standard General Ltd. and Soohyung Kim (collectively, the "Filers"). Each of the Filers may be required to file with the United States Securities and Exchange Commission a statement on Schedule 13G and/o |
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| October 29, 2015 |
Exhibit 24 LIMITED POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints Kevin J. |
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| October 29, 2015 |
SDI / Standard Diversified Inc. / Standard General L.P. - SCHEDULE 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Special Diversified Opportunities Inc. (Name of Issuer) Common Stock, $0.01 par value per share (Title of Class of Securities) 862700101 Joseph Mause Standard General L.P. 767 Fifth Avenue, 12th Floor New York, NY 10153 Tel. No.: 212-257-4701 (Name, Addre |
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| October 29, 2015 |
Exhibit 24 LIMITED POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints Kevin J. |
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| October 29, 2015 |
Exhibit 24 LIMITED POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints Kevin J. |
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| October 28, 2015 |
Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including additional amendments thereto) with respect to the shares of Common Stock, par value $0.01, of Special Diversified Opportunities, Inc. This Joint Fili |
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| October 28, 2015 |
SDOI / Special Diversified Opportunities Inc. / RILEY BRYANT R - SCHEDULE 13D Activist Investment SC 13D 1 briley13d-101915.htm SCHEDULE 13D SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (Amendment No. ) Special Diversified Opportunities Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 8 |
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| October 21, 2015 |
Schedule 13D/A No. 12 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 12)* SPECIAL DIVERSIFIED OPPORTUNITIES INC. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 862700101 (CUSIP Number) Becker Drapkin Management, L.P. Attn: Steven R. Becker 500 Crescent Court, Suit |
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| October 20, 2015 |
Special Diversified Opportunities FORM 8-K (Current Report/Significant Event) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): October 19, 2015 Special Diversified Opportunities Inc. (Exact name of registrant as specified in its charter) Delaware 000-22400 56-1581761 (State or other jurisdiction (Commission ( |
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| June 24, 2015 |
Special Diversified Opportunities FORM 8-K (Current Report/Significant Event) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): June 23, 2015 Special Diversified Opportunities Inc. (Exact name of registrant as specified in its charter) Delaware 000-22400 56-1581761 (State or other jurisdiction (Commission (I.R |
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| May 22, 2015 |
Special Diversified Opportunities DEF 14A DEF 14A 1 a2224807zdef14a.htm DEF 14A QuickLinks - Click here to rapidly navigate through this document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ý Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary P |
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| March 26, 2015 |
Special Diversified Opportunities FORM 8-K (Current Report/Significant Event) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): March 20, 2015 Special Diversified Opportunities Inc. (Exact name of registrant as specified in its charter) Delaware 000-22400 56-1581761 (State or other jurisdiction (Commission (I. |
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| March 13, 2015 |
SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) Under the Securities Exchange Act of 1934 (Amendment No. |
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| October 17, 2014 |
SPECIAL DIVERSIFIED OPPORTUNITIES INC. ADOPTS TAX BENEFIT PRESERVATION STOCKHOLDER RIGHTS PLAN Exhibit 99.1 SPECIAL DIVERSIFIED OPPORTUNITIES INC. ADOPTS TAX BENEFIT PRESERVATION STOCKHOLDER RIGHTS PLAN WILMINGTON, DE, October 16, 2014 - Special Diversified Opportunities Inc. (the “Company”) (OTC:SDOI), today announced that its Board of Directors has approved the adoption of a tax benefit preservation stockholder rights plan (the “rights plan”) designed to protect the Company’s valuable fed |
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| October 17, 2014 |
8-K 1 t805128k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 16, 2014 SPECIAL DIVERSIFIED OPPORTUNITIES INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-22400 56-1581761 (State or Other Ju |
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| October 17, 2014 |
Exhibit 3.1 CERTIFICATE OF DESIGNATION, PREFERENCES, AND RIGHTS OF SERIES A JUNIOR PARTICIPATING PREFERRED STOCK OF SPECIAL DIVERSIFIED OPPORTUNITIES INC. Pursuant to Section 151 of the General Corporation Law of the State of Delaware: Special Diversified Opportunities Inc., a corporation organized and existing under the General Corporation Law of the State of Delaware (the “Corporation”), in acco |
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| October 17, 2014 |
Exhibit 4.1 SECTION 382 RIGHTS AGREEMENT by and between SPECIAL DIVERSIFIED OPPORTUNITIES INC. and AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC, as Rights Agent Dated as of October 16, 2014 TABLE OF CONTENTS Page Section 1. Certain definitions 1 Section 2. Appointment of the Rights Agent 8 Section 3. Issuance of Rights Certificates 8 Section 4. Form of Rights Certificates 10 Section 5. Countersign |
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| October 17, 2014 |
SDI / Standard Diversified Inc. 8-A12B - - FORM 8-A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 Special Diversified Opportunities Inc. |
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| October 8, 2014 |
SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) Under the Securities Exchange Act of 1934 (Amendment No. |
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| August 25, 2014 |
SC 13D/A 1 v387663sc13da.htm SC 13D/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) Under the Securities Exchange Act of 1934 (Amendment No. 1)* SPECIAL DIVERSIFIED OPPORTUNITIES INC. (Name of Issuer) Common Stock, par value $0.01 per |
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| June 12, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): June 10, 2014 Special Diversified Opportunities Inc. (Exact name of registrant as specified in its charter) Delaware 000-22400 56-1581761 (State or other jurisdiction (Commission (I.R |
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| May 16, 2014 |
SDI / Standard Diversified Inc. / FUNDAMENTAL GLOBAL PARTNERS - SC 13D Activist Investment SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) Under the Securities Exchange Act of 1934 (Amendment No. |
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| March 31, 2014 |
Special Diversified Opportunities 10-K (Annual Report) Use these links to rapidly review the document TABLE OF CONTENTS Item 7A. Quantitative and Qualitative Disclosures About Market Risk Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2013 o TRANSITION REPORT PURSU |
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| March 31, 2014 |
SUBSIDIARIES OF THE REGISTRANT EX-21.1 2 a2219306zex-211.htm EX-21.1 QuickLinks - Click here to rapidly navigate through this document Exhibit 21.1 SUBSIDIARIES OF THE REGISTRANT Name Of Subsidiary Jurisdiction of Organization Year of Formation AZUR Environmental Limited United Kingdom 1990 QuickLinks Exhibit 21.1 SUBSIDIARIES OF THE REGISTRANT |
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| February 5, 2014 |
Schedule 13D Amendment No. 11 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 11)* SPECIAL DIVERSIFIED OPPORTUNITIES INC. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 862700101 (CUSIP Number) Becker Drapkin Management, L.P. Attn: Steven R. Becker 500 Crescent Cou |
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| January 31, 2014 |
Schedule 13D Amendment No. 10 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 10) * SPECIAL DIVERSIFIED OPPORTUNITIES INC. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 862700101 (CUSIP Number) Becker Drapkin Management, L.P. Attn: Steven R. Becker 500 Crescent Co |
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| January 29, 2014 |
Schedule 13D Amendment No. 9 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 9)* SPECIAL DIVERSIFIED OPPORTUNITIES INC. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 862700101 (CUSIP Number) Becker Drapkin Management, L.P. Attn: Steven R. Becker 500 Crescent Court |
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| November 26, 2013 |
Other Events, Submission of Matters to a Vote of Security Holders - FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 22, 2013 Special Diversified Opportunities Inc. (Exact name of registrant as specified in its charter) Delaware 000-22400 56-1581761 (State or other jurisdiction (Commission |
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| November 14, 2013 |
SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 8)* SPECIAL DIVERSIFIED OPPORTUNITIES INC. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 862700101 (CUSIP Number) Becker Drapkin Management, L.P. Attn: Steven R. Becker 500 Crescent Court, Suite 230 Dallas, |
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| October 25, 2013 |
QuickLinks - Click here to rapidly navigate through this document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| October 4, 2013 |
Shareholder Director Nominations - FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): October 4, 2013 Special Diversified Opportunities Inc. (Exact name of registrant as specified in its charter) Delaware 000-22400 56-1581761 (State or other jurisdiction (Commission (I |
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| August 20, 2013 |
SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 7) * SPECIAL DIVERSIFIED OPPORTUNITIES INC. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 862700101 (CUSIP Number) Becker Drapkin Management, L.P. Attn: Steven R. Becker 500 Crescent Court, Suite 230 Dallas, |
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| August 1, 2013 |
SC 13D/Amendment No. 6 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 6)* SPECIAL DIVERSIFIED OPPORTUNITIES INC. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 862700101 (CUSIP Number) Becker Drapkin Management, L.P. Attn: Steven R. Becker 500 Crescent Court, Suit |
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| July 25, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): July 23, 2013 Special Diversified Opportunities Inc. (Exact name of registrant as specified in its charter) Delaware 000-22400 56-1581761 (State or other jurisdiction (Commission (I.R |
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| July 17, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): July 15, 2013 Special Diversified Opportunities Inc. (Exact name of registrant as specified in its charter) Delaware 000-68440 56-1581761 (State or other jurisdiction (Commission (I.R |
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| July 15, 2013 |
8-K 1 t76941-8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): July 9, 2013 Strategic Diagnostics Inc. (Exact name of registrant as specified in its charter) Delaware 000-68440 56-1581761 (State or other jurisdiction |
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| July 15, 2013 |
EX-3.1 2 ex3-1.htm EXHIBIT 3.1 EXHIBIT 3.1 CERTIFICATE OF AMENDMENT OF FOURTH AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF STRATEGIC DIAGNOSTICS INC. STRATEGIC DIAGNOSTICS INC. (the “Corporation”), a corporation organized and existing under and by virtue of Delaware General Corporation Law (the “DGCL”), for the purpose of amending its Fourth Amended and Restated Certificate of Incorporatio |
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| July 15, 2013 |
AMENDMENT NO. 1 TO ASSET PURCHASE AGREEMENT EX-10.1 4 ex10-1.htm EXHIBIT 10.1 EXHIBIT 10.1 EXECUTION VERSION AMENDMENT NO. 1 TO ASSET PURCHASE AGREEMENT THIS AMENDMENT NO. 1 TO THE ASSET PURCHASE AGREEMENT (this “Amendment”) is made as of the 12 day of July, 2013, by and among each of the parties to that certain Asset Purchase Agreement (the “Asset Purchase Agreement”), dated as of April 5, 2013, by and among STRATEGIC DIAGNOSTICS INC., a D |
